Drafting Investors Rights Agreements manually requires hours of careful attention to registration rights mechanics, pro rata calculations, and coordination across multiple schedules. Corporate attorneys must balance complex SEC registration requirements with investor-specific provisions while ensuring consistency with stock purchase agreements and other financing documents.
Investors Rights Agreements require meticulous coordination across multiple transaction documents, precise registration rights frameworks, and complex pro rata provisions. Manual drafting takes 6-10 hours and risks inconsistencies between the IRA, stock purchase agreement, and certificate of incorporation that can create disputes or unenforceable provisions.
CaseMark automatically generates comprehensive Investors Rights Agreements by extracting investor details, shareholdings, and negotiated terms from your transaction documents. The AI ensures perfect consistency across all agreements while drafting sophisticated registration rights, information rights, and pro rata provisions that comply with securities laws.
This workflow is applicable across multiple practice areas and use cases
Securities lawyers need IRAs to ensure SEC compliance with registration rights provisions and coordinate public offering requirements for portfolio companies.
Registration rights (demand, piggyback, S-3) are core securities law matters requiring SEC compliance expertise, making this workflow essential for capital markets attorneys handling public offerings and securities filings.
M&A attorneys must review and negotiate existing IRAs during due diligence and draft new IRAs when deals involve equity rollovers or minority investor rights.
Investors Rights Agreements directly impact M&A transactions as they create contractual obligations that survive closings, affect deal structure, and require careful analysis of registration rights and information rights in acquisition contexts.
Corporate governance attorneys use IRAs to establish board representation, information rights, and management rights that define investor-company relationships and governance structures.
IRAs contain critical governance provisions including management rights, information rights, and board observer rights that directly shape corporate governance frameworks for venture-backed companies.
Corporate finance attorneys draft IRAs for various equity financing rounds beyond VC/PE, including strategic investments, growth equity, and mezzanine financing transactions.
Any equity financing transaction involving sophisticated investors requires IRAs to document registration rights, pro rata rights, and investor protections, making this workflow valuable across all corporate finance activities.
At minimum, you need the stock purchase agreement and capitalization table for the current financing round. CaseMark extracts investor names, share amounts, purchase prices, and ownership percentages from these documents. Optional documents like the certificate of incorporation, term sheet, and prior IRA help ensure consistency and incorporate negotiated terms.
CaseMark automatically searches your uploaded documents to match defined terms, party designations, and key provisions. The AI verifies that Excluded Securities definitions match the stock purchase agreement, deemed liquidation events align with the certificate of incorporation, and Major Investor thresholds are consistent across all documents granting investor rights.
Yes, CaseMark identifies negotiated terms from your term sheet and transaction documents, then applies those specific thresholds for demand registrations, Major Investor qualifications, and pro rata participation. You can adjust any provision including the number of demand rights, minimum offering sizes, Form S-3 thresholds, and amendment requirements.
CaseMark incorporates standard securities law compliance provisions including SEC registration procedures, Rule 144 requirements, state blue sky law obligations, and customary indemnification frameworks. The generated agreement follows market-standard NVCA forms and includes all necessary procedures for demand, piggyback, and Form S-3 registrations under the Securities Act of 1933.
CaseMark automatically generates Schedule A by extracting investor names, addresses, share amounts, and purchase prices from your stock purchase agreement and closing documents. Schedule B is populated with founder information from the cap table and related transaction documents. All shareholding data is verified for consistency across documents to ensure accuracy.